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Capitaland Retail China Trust CAPITALAND RETAIL CHINA TRUST Extraordinary General Meeting Proposed Acquisition of CapitaMall Xuefu, CapitaMall Aidemengdun and CapitaMall Yuhuating 1 August 2019 Disclaimer This presentation has been prepared by CapitaLand Retail China Trust Management Limited (in its capacity as the Manager of CapitaLand Retail China Trust (“CRCT”, and the manager of CRCT, the “Manager”)) for the sole purpose of use at this presentation and should not be used for any other purposes. The content of this presentation have not been reviewed by any regulatory authority. The information and opinions in this presentation provided as at the date of this presentation (unless stated otherwise) are subject to change without notice, its accuracy is not guaranteed and it may not contain all material information concerning CRCT. None of the Manager, HSBC Institutional Trust Services (Singapore) Limited (as the trustee of CRCT (the “Trustee”)), CRCT nor any of their respective holding companies, subsidiaries, affiliates, associated undertakings or controlling persons, nor any of their respective directors, officers, partners, employees, agents, representatives, advisers or legal advisers makes any representation or warranty, express or implied and whether as to the past or the future regarding, none of them has independently verified, approved or endorsed the material herein, and none of them assumes any responsibility or liability whatsoever (in negligence or otherwise) for, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of, or any errors or omissions in, any information contained herein or as to the reasonableness of any assumption contained herein or therein, nor for any loss howsoever arising whether directly or indirectly from any use, reliance or distribution of these materials or its contents or otherwise arising in connection with this presentation. This presentation may contain forward-looking statements that involve assumptions, risks and uncertainties. Actual future performance, outcomes and results may differ materially from those expressed in forward-looking statements as a result of a number of risks, uncertainties and assumptions. Representative examples of these factors include (without limitation) general industry and economic conditions, interest rate trends, cost of capital and capital availability, competition from other developments or companies, shifts in expected levels of occupancy rate, property rental income, charge out collections, changes in operating expenses (including employee wages, benefits and training costs), governmental and public policy changes and the continued availability of financing in the amounts and the terms necessary to support future business. You are cautioned not to place undue reliance on these forward-looking statements, which are based on the current view of the Manager on future events. Unless otherwise stated or the context otherwise requires, definitions set out in the circular to holders of units in CRCT (“Unitholders”) dated 8 July 2019 (the “Circular") shall apply throughout this presentation. Figures provided throughout this presentation (e.g. Properties, EFR, GRA, GFA and sq m) are provided on the same bases as in the Circular. Market data and certain industry forecasts used throughout this presentation were obtained from internal surveys, market research, publicly available information and industry publications. Industry publications generally state that the information that they contain has been obtained from sources believed to be reliable but that the accuracy and completeness of that information is not guaranteed. These materials contain a summary only and do not purport to contain all of the information that may be required to evaluate any potential transaction mentioned in this presentation, including the proposed acquisitions by CRCT of CapitaMall Xuefu, CapitaMall Aidemengdun and CapitaMall Yuhuating, as described herein, which may or may not proceed. This presentation is for information only and not intended to form the basis of any contract. The information contained in this presentation includes historical information about and relevant to the assets of CRCT that should not be regarded as an indication of the future performance or result of such assets. The past performance of CRCT is not indicative of the future performance of CRCT. Similarly, the past performance of the Manager is not indicative of the future performance of the Manager. The value of units in CRCT (“Units”) and the income derived from them may fall as well as rise. Units are not obligations of, deposits in, or guaranteed by, the Manager or any of its affiliates. An investment in Units is subject to investment risks, including the possible loss of the principal amount invested. Investors should note that they will have no right to request that the Manager redeem or purchase their Units for as long as the Units are listed on the Singapore Exchange Securities Trading Limited (“SGX-ST”). It is intended that Unitholders may only deal in their Units through trading on the SGX-ST. Listing of the Units on the SGX-ST does not guarantee a liquid market for the Units. This presentation is being provided to you for the purpose of providing information in relation to the forthcoming transaction by CRCT. Therefore, this presentation is not being distributed by, nor has it been approved for the purposes of section 21 of the Financial Services and Markets Act 2000 (“FSMA”) by, a person authorised under FSMA. This presentation is being communicated only to persons in the United Kingdom who are (i) authorised firms under the FSMA and certain other investment professionals falling within article 19 of the FSMA (Financial Promotion) Order 2005 (the "FPO") and directors, officers and employees acting for such entities in relation to investment; (ii) high value entities falling within article 49 of the FPO and directors, officers and employees acting for such entities in relation to investment; or (iii) persons who receive the presentation outside the United Kingdom. This presentation is being communicated only to Persons in Hong Kong SAR who are “professional investors” as defined in Schedule 1 to the Securities and Futures Ordinance (Cap 571 of Hong Kong SAR) and any rules made thereunder. Nothing in this presentation constitutes or forms a part of any offer to sell or solicitation of any offer, recommendation or invitation for the sale or purchase or subscription for securities for sale in the United States, the European Union, the European Economic Area, Canada, Australia, Hong Kong, Japan, Singapore or any other jurisdiction or of any of the assets, business or undertakings described herein. The securities of CRCT have not and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or under the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable local or state securities laws. The Manager does not intend to conduct a public offering of any securities of CRCT in the United States. Neither this presentation nor any part thereof may be (a) used or relied upon by any other party or for any other purpose, (b) copied, photocopied, duplicated or otherwise reproduced in any form or by any means, or (c) forwarded, published, redistributed, passed on or otherwise disseminated or quoted, directly or indirectly, to any other person either in your organisation or elsewhere. By attending this presentation, you agree to be bound by the terms set out above. CapitaLand Retail China Trust Extraordinary General Meeting 1 August 2019 2 Contents • Unitholders’ Approval Sought for the Proposed Acquisition CapitaMall Xuefu,Harbin • Acquisition Outlay and Funding Structure • What the Proposed Acquisition Offers CapitaMall Aidemengdun, Harbin • Summary of Recommendations • Conclusion CapitaMall Yuhuating, Changsha CapitaLand Retail China Trust Extraordinary General Meeting 1 August 2019 3 Unitholders’ Approval Sought for the Proposed Acquisition CapitaMall Yuhuating, Changsha Unitholders’ Approval Sought • For the proposed acquisition of Companies which hold CapitaMall Xuefu, CapitaMall Aidemengdun and CapitaMall Yuhuating (the “Properties”) from Interested Persons1,2 Vendors3 Target Companies 100% CapitaRetail Harbin Beijing Hualian Harbin CapitaMalls Hunan Shangdu Real Estate Real Estate Development Commercial Property 100% 100% 100% CapitaMall Xuefu CapitaMall Aidemengdun CapitaMall Yuhuating Harbin Harbin Changsha Notes: 1 Proposed Acquisition will constitute an “interested person transaction” under Chapter 9 of the Listing Manual as well as an “interested party transaction” under the Property Funds Appendix, in respect of which the approval of Unitholders is required by way of an ordinary resolution. Ordinary Resolution means a resolution proposed and passed as such by a majority being greater than 50.0% or more of the total number of votes cast for and against such resolution at a meeting of Unitholders convened in accordance with the provisions of the Trust Deed. 2 CapitaLand and their associates will abstain from voting on the resolution relating to the Proposed Acquisition given that the Properties will be acquired from indirect wholly owned subsidiaries of CapitaLand. 3 Ever Outstand Limited – CapitaMall Xuefu, CapitaRetail
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